Slipping
by Betta329
Summary: Sirius has committed the ultimate crime. He can't stop fantasizing about his best friend's girl. Lily has committed the ultimate crime. She can't stop fantasizing about her boyfriend's best friend. As nervous flirtations turn to heated desire, will they be able to deny each other? And what's worse, who's going to tell James?


Standing outside the door to the tower was agonizing. The little squeaks of the springs, ragged breathing, that soft moan sounding more like a whimper. Opening the door just a crack, Sirius could see movement on the four-poster bed across the room. To anyone else it would look like something was trying to escape from the thick, red velvet bedspread the way it bounced and swished out. But Sirius knew better. And he had hoped that the relative emptiness of the castle over holiday would render James and Lily a little less discreet. Sadly, the only lack in discretion was their volume.

Because what had been a soft whimper was an all out moan now, echoing through the room. Sirius could hear James grunting and he couldn't just stand there anymore. Turning on his heel he made his way to the common room and noticed a bit of disarray that he hadn't seen when he stumbled back in from lunch. A pair of dark pants. A skirt. A soft, white flimsy shirt laying draped over the back of the sofa. Sirius moaned and pulled off his belt. With one hand gripping the shirt firmly and putting it to his face, eyes closed tight, he could smell Lily. Her soft crispness with that fiery edge. He worked at his pants as he made his way to the couch and laid down across it. A loud gasp drifted down the stairs as Sirius started to work on himself. His pants around his knees, shirt gripped tight in one hand while the other moved swiftly over his cock. A few of the skirts he'd been with had screamed out from his calloused hands, but the roughness on his cock drove him crazy as he pounded on it to the point where it was almost painful, squeezing it so tight and fast that it was turning red underneath his unrelenting hand.

The gasps upstairs turned into moans, agonizing and deep, before slipping into more coherent words. "James, oh James, yes. Yes. Yes," Lily's screams filled the room driving Sirius onward. He was groaning now, bucking his hips up as though Lily were on top of him now, riding his cock as he unrelentlessly pounded it into her over and over. Eyes squeezed tight, every muscle in his body was tense, he could feel the veins in his arms screaming out in agony.

He didn't realize the noises had stopped.

"Ahem," came a sound just at his feet. Sirius slowed, but didn't stop, he was so close after all, and opened one eye. There was James standing at the foot of the couch. Starkers. Arms crossed over his chest. Lily, wrapped in the velvet throw, stood just behind him.

"Having fun there?" James asked.

"Almost. You interrupted me."

James coughed. "Well sorry to intrude, but you know anyone could walk in."

Sirius rolled his eyes and began to work at himself hard and fast again. "We're the only Gryffindors here, Prongs. And seeing as you two were busy I thought I'd blow off some steam."

"Mind if I have Lily's shirt back?"

"What? Oh yeah," Sirius tosses the shirt at James who takes it full on in the face and turns toward Lily. And that's when Sirius puts two and two together. There she is, standing there behind James, eyes big, staring at him. No, not him. His cock. Sirius squeezes it hard and he sees Lily's lip tremble a bit.

"C'mon, Lily," James says grabbing her by the shoulder.

"Oh let her watch. It's almost over." Sirius calls to James's retreating back as he tries to guide Lily off. She turns to follow him, but looks over her shoulder at Sirius, her mouth slightly open and eyes big as though she's trying to capture every moment. Never one to dull an audience, Sirius bites his lip, bucks his hips and goes after it with all of the strength he can muster. Imagining those soft lips moving up his shaft and the smell of her still in his nose, Sirius moans as he comes, spraying all over his shirt and come dripping down onto his fingers. He brings his fingers to his lips, sucking it off gently before looking up at Lily's now flushed face as James climbs the stairs just in front of her. Sirius smiles and winks. Blushing furiously, Lily puts her head down and runs up the stairs out of sight.

With a sigh, Sirius wonders what that was all about.

Lily couldn't get the moment out of her mind. Sirius lying on the couch, his eyes squeezed shut tight, the veins in his hand strained against the muscles working over his cock. Lily remembered being stunned at how rough he was, and then his eyes opened and he was looking at James, then looking at Lily. No shame, it was like he planned the whole thing.

Lily shook her head, the familiar tension building in her stomach. She couldn't do this. She couldn't be thinking about Sirius Black, notorious man whore and best friend of her boyfriend. She couldn't think about his muscled body, those calloused hands running down her back and breasts, that huge cock rubbing between her lips, pressing inside her, her tongue running down his neck, her fingernails digging into his flesh as he held her so rough and hard against them. Lily gasped. Her fingers were under her skirt covered in silky wetness. She pulled her hand away and wiped it on the sheets. Getting out of bed and to her feet, Lily stared at her disheveled hair in the mirror. She imagined what it would look like if she had that little smile after a night well spent, that glow about her James was always carrying on about.

But the vision crossing her mind's eye wasn't James coming up behind her, wrapping his arms around her, squeezing her breast then rolling her nipple between his thumb and forefinger, head resting on her shoulder as his lips kissed her back. It was Sirius pulling her body hard against him. It was Sirius she turned to and tangled her hands in his hair. It was Sirius grabbing her head and guiding it down. His cock in her mouth, his hands on her back.

Lily screamed and knocked the mirror over. Glass streaming across the floor in an echoing cascade of dancing light.

"Damn," Lily said as she went back over to the bed and pulled her wand out to repair the damage.

"You all right up there, Lils?" a voice called up the stairs.

"Fine, just knocked something over. Be right down." Once the mirror was whole again, Lily grabbed a green sweater and a skirt from her trunk. Throwing it on, she ran down the stairs and straight into Sirius.

"Whoa, easy Evans," Sirius said grabbing her shoulders and steadying her. Lily looked up into his eyes and for a moment it was like the world stopped. Sirius stood there staring into her eyes and Lily was trying hard not to breathe. It was too much. Too close. Too long. And yet Sirius wasn't letting her go either.

Lily gulped, "Uh, thanks Sirius."

His face seemed almost softened, not the harsh, brash braggart that she knew. Something was different. His finger moved, touching her hair before he let go of her and ran a hand through his black hair.

"Yeah, well, just be careful."

And he was gone.

Lily thought she was going to faint. She let out a deep breath like air whooshing from a balloon. Her heart was pounding in her head and she wasn't entirely sure she could walk. Her chest was tight, her head was throbbing, and every muscles in her body was tense with anticipation. She hadn't felt this since… She'd never felt this. Even when James got her hot and bothered it wasn't like this. Lily felt like she needed a cold shower. Or at least fifteen minutes alone with her vibrator.

Lily heard the click of the door closing before running straight up the stairs and jumping onto James still sleeping in bed.

"Gods," James screamed flipping over and almost throwing Lily off the bed. "Oh, Lily, I'm sorry," he said grabbing arms and pulling her on top of him. "You gotta be a little more gentle when you wake me up." James smiled and his eyes lit up.

"There's going to be nothing gentle about this," Lily said as she tore her shirt off over head and smashed her lips against James's.

He wasn't sure what was going on as he made his way down the stairs to the Great Hall. His stomach was growling, his head was reeling, and he had a hard on so big he was sure it was going to smack him in the face. He didn't think Lily Evans so much as gave two shits about him, but there she was standing there staring at him. Not just staring at him. Staring at him. Like she was anticipating something. Like she wanted something. Sirius sighed as he thought about her green eyes boring into him, her lips slightly open, the rise and fall of her chest underneath that green sweater. He wanted to kiss her. He damn near ran his hand along her face and brought her lips up to his, but he couldn't do it.

It was his best friend's girl!

What the hell was wrong with him that he would think of Lily Evans, the love of James's life, like that?

Not that kissing was really that bad. James would understand. What was wrong with thinking about snogging? Everyone thought about snogging everybody else, right? And Sirius felt an ache in his groin. He couldn't lie to himself like that. He was not thinking about snogging Lily Evans. He was thinking about taking her face in his hands and kissing her until his lips hurt. Pressing her back into the wall as he tore that sweater off her. Squeezing her breasts and lifting her up. Pushing her panties aside under that little skirt of her's and pushing his fingers into her before slamming his cock in her. Or the thought of throwing her on the floor and taking her right there. Or hearing her screaming upstairs and seeing Lily on top of James, riding his dick as her tits and hair bounced up and down. He thought of bending her over the couch and making her ass his, that tight, perfect little apple ass puckered and squeezing around him so tight he thought she would break it off.

Sirius groaned as he made his way onto the third floor. There was a bathroom just around the corner that no one used. And Sirius needed to blow off some steam. He stepped into the stall, closing the door behind him before dropping his pants and grabbing his dick. One hand on the wall, the muscles in his arm shaking under his weight and the other rubbing him off. It didn't take long. He could have blown on it and he would have come he was so worked up. Eyes shut tight, all he could see was that red flying hair, her small breasts with red fingerprints from his squeezing, his lips gently caressing them to ease the tenderness, and those damn eyes staring into him with what looked almost like sadness but Sirius knew was nothing but pure longing and satisfaction. Her hands reaching for him, urging him. His name on her lips.

Sirius stood there, hand covered in sticky white come. He wished it was her hand, her lips, her breasts covered with it. Reaching for the paper, Sirius cleaned himself up before heading back out.

But Sirius Black, notorious ladies man and self-absorbed prat, walked out of the bathroom for the first time in his life without looking into the mirror.

I can't avoid him forever, she thought as she stood outside the entrance to Defense Against the Dark Arts. There Sirius was. Sitting by himself because James was on some sort of patrol duty with McGonagall. It could be a real pain being head boy sometimes. Lily could still hear James grumbling about it this morning at breakfast.

What if he says something to me? How am I supposed to look him in the eye or act normal? I'm ten seconds from just throwing myself at him. Get a hold of yourself, Evans! You're never let a boy make you this crazy, why are you doing it now?

Setting her jaw, she marched into the class and took a seat in front of Sirius. She'd focus on class and in an hour this would be over.

Except he was sitting right behind her bouncing his leg. Making her seat bounce along with his. Sending a vibration through her body that made her mind all foggy and dreamy eyed.

She could not be doing this in class.

"Evans. Hey, Evans," Sirius whispered from behind her.

Feeling her breath catch in her throat, she turned and glared at Sirius. "What?"

"Can I borrow a quill?"

"A what?"

"A quill. You know, long feather with a pointy tip for writing. I promise I won't bite on this one, or wring it out. Know how you hate when your feathers get all in a knot."

Lily's eyes got big and she turned around. She couldn't believe he was talking to her like this! How could he just, talk about feathers that way and make her stomach all tie up in knots?

"You all right, Evans?"

Lily took a deep breath before diving into her bag under the table. She didn't see Sirius get up and walk around to the front of her table.

"Need a hand?" he said.

Lily squeaked and jumped up, banging her head hard on the desk with a crack. Sirius fell backwards laughing as Lily sat up rubbing her head. She threw the quill at Sirius's head.

"Here you great wanker!"

Sirius smirked. "You know it," he winked and Lily could feel the heat rising in her cheeks. Sirius leaned forward, arms in front of her on the desk, lips brushing her ear. "Thanks for the quill. I promise I'll take good care of your things for you. And by the way, you really should calm down. You're cute when you're uptight, but you wouldn't want the Professors thinking you've gone mad."

Lily wanted to crawl in a hole and die, and yet, her heart was beating so fast and her stomach was in too many knots to count.

She had to get a handle on this. It was just a crush, after all. A schoolgirl's curiosity.

Right?

She's been acting kind of funny. Maybe I should ask her about it. I don't want her to act weird around everyone. I'll talk to her. She's just a girl, Padfoot. Nothing to be worried about.

As lunch approached, the butterflies in Sirius's belly made him feel like he was going to float away. James was surely still upstairs, but he knew Lily would come this way eventually.

At least he hoped.

And when he saw a red ponytail flouncing across the abandoned Great Hall Sirius thought he was going to throw up. No really. But he wasn't a chicken.

He stood up and walked over to her. She was biting her lip reading something on the wall, but he wasn't sure what.

"Hey, Evans," he said as he stood behind her. He could smell her hair and he knew he was standing too close because every fiber of his body wanted to grab her to him, but he couldn't.

Lily jumped and grabbed her chest. "You shouldn't sneak up on people like that. You could have given me a heart attack."

Sirius smiled down at her as he watched her breathing get back to normal. "I just, um. I wanted to ask if everything was ok. You've seemed a bit jumpy around me lately."

"Jumpy?" Lily was twirling her hair and avoiding his eyes.

"Yeah, like right now." Sirius motioned to her tangled finger and Lily blushed before letting the ponytail free.

His body was literally screaming to kiss her, to tell her that he couldn't get her out of his head, to do something he knew would cause James to kill him. It took everything he had to stare her down until she answered.

Lily sighed and closed her eyes, crinkles forming at the corners. Sirius felt like the world was darker without those green eyes beaming across the room. Her hands were little fists firmly against her sides. "After last week, when I saw you, I've just been kind of nervous around you."

Sirius could feel himself blushing and was glad her eyes were closed. Of all the people in the world to make him blush, the one he once called frigid and now couldn't get off his mind. The thought of ice wasn't something good to bring up. He kept thinking about melting her cold exterior into his, eating popsicles, trailing ice cubes down those perfect little breasts of hers and licking up the trail of water, standing naked with her in the cold as their breath made little clouds of cover to hide behind though neither of them would want that.

"Sirius? Are you listening to me?"

Shaking his head he snapped out of his trance and looked at her. Eyes open and pleading as though she'd said something important that he'd missed.

"Sorry, I guess my brain just dozed off."

"Forget it." Pushing past him Lily stomped off.

"No, Lily, please. I'm sorry. Tell me what you said." Sirius ran to catch up with her and reached out to touch her, but the sizzle he felt in his body drew his hand back to this side.

"I can't get you out of my head, Sirius. I can't stop thinking about you. Wondering about you. That scares me."

"Scares you?"

"You're one of my closest friends, and you're James's brother practically. It feels wrong to feel this way."

"Feel?" The word was more of a whisper carried out from within him on the wind. His heart was thumping madly and if she were anyone else he would have kissed her right then and there. Those full lips. Those blushing cheeks. Her keen green eyes. All of them would be his.

Lily took in a deep breath. "I think it'd be best if we kept some distance from each other, just till I can sort all of this out. I don't want things to be weird between us, or in front of James. I hope that doesn't upset you."

His brain was roaring with the thought of Lily thinking about him, wondering about him, sorting out feelings about him, but he couldn't let her know. Pushing her wasn't right, not when she said something like that. But maybe, just maybe, it meant that there was something there and he wasn't crazy. Maybe.

"I understand, Lils. I don't want to lose you either," reaching up he brushed a bit of hair behind her ear before cupping her face with his hand. "I'm here if you need anything, though."

He felt her tremble slightly under his touch and couldn't help but flash one of those famous smiles at her.

As quickly as the whole thing started, Sirius turned and left Lily standing there watching him, trying not to have an extra bounce in his step and sure to conceal his beaming face.

Feel.

She was a fool. A damned fool. Watching James running around the field after they won. His teammates patting his back and cheering as the Gryffindors made their way onto the field.

That little bit of attention was all he needed.

Lily watched as James pulled some leggy blonde Hufflepuff she didn't know against his body and kiss her full on the mouth in front of everybody. Cheers broke through the crowd, no one as loud as Peter's though. He was jumping up and down screaming so loudly that people around him were starting to stare. Even Remus, who was normally so level headed around him was giving him a look. Lily rolled her eyes at the groupie James kept around and the voices were drowned out of her head entirely as blood poured into Lily's face. She couldn't see. She couldn't focus. She couldn't think. She had to get away.

A dark haired face was looking up at her in the stands now, but she couldn't stop. She had to get out of here. Now.

Rushing down the stairs of her box thinking of only one thing, Lily wanted to run. She wanted to cry. To scream. She had to go. Now.

"Lily."

She heard it, but she didn't stop. Pushing through the crowd she couldn't bear to stop and see anyone.

"Lily."

She was free now. Away from the people. Nothing but cloudy skies and green grass in front of her.

"Lily."

"What!" she turned, hair loose and flying out behind her like a flame of pain and rage all at once.

He didn't know what to say now that she was looking at him. He couldn't defend James for hurting her like this. James was always hurting her by his actions, or in many cases his inactions. Ignoring her, taking advantage of her, being an arse with his arrogance. And now, now he had just kissed another girl, a girl even Sirius didn't know the name of, in front of Lily. They were supposed to be together finally. He was supposed to have changed. Yet despite all of that, James didn't see the good thing sitting right in front of him, this amazing girl who'd do damn near anything for him if she was just guided the right way. But Sirius could have done that to any girl. Not only was Lily able to learn and change, but she was fierce and strong, independent, challenging his thought, ideas, assumptions, and predispositions at every turn.

James was such a fool.

"I-I…"

But Sirius didn't get the chance to put his thoughts together to try to think of something to comfort her or soothe this sting. Because Lily walked right up to him, too close to him, put a hand on either side of his face, and pulled him down to her.

Sirius stood there stunned as she pressed her body hard against him, arms outstretched. Should he? Could he?

When Lily started sucking on his bottom lip Sirius lost any semblance of rational thought. Arms wrapped tight around her waist, hands roving across her back. Hips thrust towards her. And a kiss returned with a passion Sirius didn't know he had.

Numb. That's what she needed right now. Not to think. Not to feel. Well, not to feel anything but this. She wanted Sirius. She'd wanted him for weeks. Her thoughts were always on what his hands would feel like, his lips, his body against hers. She wanted him to take her, to be inside her.

And she wanted him now.

Pressing her breasts against him, one hand tangled in Sirius's black, loose hair. The other ran down his chest, nails digging in slightly, and stopped at the button of his pants. Something inside her wondered if she should, wondered why she wanted this. Did she want to hurt James? Or was it really the lust she'd been feeling since Christmas? As her fingers worked over the button, Sirius broke their kiss and panted for air.

She wasn't going to chicken out now. Not when she finally had him and it was better than she'd ever imagined. His kisses ran right through her core, her whole body tingled from his hands and body with hers. She wouldn't stop now. Couldn't. Both hands attacked the button and the zipper. Pulling his pants right off.

"Lily wait, wait," Sirius said grabbing her hands, forehead leaning against hers.

Shit.

"Please," she whispered. "This isn't about James. Sirius, I want you. Please." She looked up into his eyes. Those deep, reflective eyes filled with something sensitive and something animal.

"Lily."

"Don't Sirius."

Lily let him go and walked away. She was so sure. He winked at her while he was wanking, holding her shirt. He'd been different around her, or maybe he was the same and she was different. She wanted to see that he wanted her. She imagined everything. And who wouldn't kiss her back if she threw herself at them like that. She'd been such a fool.

"Lily! Wait!"

She could see the lake in the distance and wouldn't stop. Not now. She couldn't face this embarrassment.

"Sirius, just stop. Can you let me live my shame down alone?"

"No."

Lily rolled her eyes and dropped her head in her hands. Then she felt him standing behind her, arms wrapped around.

"It's not what you think, love." His raspy voice and breath were in her ear. She shivered from the anticipation of it.

"I can't do this. Not like this."

The fiery anger in Lily's chest built up once again.

"Lily?"

She threw his arms off of her and turned around to face him. "Sirius, you're without a doubt the worst person I've ever met in this world."

"You don't mean that." She could see the hurt in his eyes, but she kept going.

"Yes, I do. What was this? Some sort of bet? See if you could get Lily infatuated with you and win a prize? Watch James screw girl after girl and see if you can get in on it because you're jealous?"

"You're one to talk. Kissing me and trying to get me all worked up so you can hurt James."

"Hurt James?"

"Yeah! He just kissed another girl, so what better way to get back at him than to screw his best mate. Way to be mature, Evans." Their noses were practically touching as they spat words of loathing in each other's faces.

"Oh yes because everything I do is somehow related to that tosser Potter."

"Don't talk about James like that!"

"Don't talk about me like that! And while I'm at it-"

But she didn't finish her thought. Because Sirius's mouth was covering hers. Lily pushed him away and smacked him hard across the face. The crack echoed across the still lake.

Sirius stood frozen, his hair dangling over his eyes, a handprint forming beneath his stubble. She hated him and she hated her damn temper. When he turned his face back on her there was rage in his eyes. Rage and something else Lily didn't quite recognize.

His hands were on her again. His mouth pressed to hers. Lily tried to push him off, but she couldn't. Not for lack of physical trying, though she would have had a struggle overpowering Sirius, more of a relenting. Her passion matched his. She kissed him hard, pulled on hair with both hands. He groaned inside her mouth as his hand dipped inside the back of her pants and squeezed her ass. Hard. Lily gasped in his mouth and clawed at his shoulders, fingernails digging in. His hands moved to her neck, down her front and grabbed at her shirt, tearing the red t-shirt from the collar all the way down revealing a pink bra and pale skin rippling with goose flesh.

Lily bit Sirius's lip, tasting blood in her mouth, and pulling desperately at Sirius's pants.

"I want you. I've wanted you," Sirius whispers as he bites on her neck.

"I want you, Sirius. Take me. Right here. Right now."

He leaned back, staring into her eyes, then ran his fingers down her neck, between her breasts, across her belly, to the top of her pants. Lily closed her eyes and heard Sirius take a deep breath. She couldn't wait for it. Her hands dove into his pants, past the coarse hair and his huge dick and grabbed his balls. Sirius moaned and Lily squeezed it tight, her fingernails scraping the back.

Lily's pants were off in seconds, and so were Sirius's. She pulled at his shirt and he unstrapped her bra before pulling her body next to his, his hand digging into her flesh and holding her close to him with a hand at the back of her head. Lily grabbed his shaft and started stroking, squeezing it hard as she felt it stab into her belly.

Lily thrust her hips up to him and pulled down on his shoulders. Sirius took a knee before pulling her down across it and down onto the ground, Sirius spinning with her and landing on top of her. Without a thought, a word, a gesture, Sirius pushed himself all the way inside of Lily.

Screaming, her flesh feeling as though it was tearing beneath him yet filled to the brim. His mouth was on hers. Then across her jaw and biting down her neck and collar bone. Lily dragged her nails down his back and Sirius screamed out. She grabbed his ass next, squeezing it hard with her nails and pulling him deeper into her.

Just like that, the moment of him frozen above her was over. Sirius slammed into her, harder and deeper every time. Hands splayed over her shoulders holding her in place as Lily strained under his grasp. Back arching. Toes curling. Screaming his name.

He couldn't hold out. Not with her screaming and thrashing beneath him like that. It seemed like she was done or near done, but he couldn't. All he wanted for weeks, months, years was to hear him scream his name and want him. Now he had it and he wanted to make it last, but he couldn't.  
"Lily, Lily" he breathed as he pressed into her one, two, three more times before he came in an explosion that made him think he was blind. He couldn't see anything for a while just white light, then it faded into stars sprinkling across his vision. Finally he could focus and see Lily gasping beneath him, chest rising and falling, hair splayed out like rays of the sun.

"Sirius," she said, hands reaching up and caressing his face. He closed his eyes and ran his lips down her palm and stopped at the spot where he could feel her pulse racing beneath his lips. Taking her wrist in his hand, kissing and nipping at the spot. She moaned and bucked beneath him and Sirius looked down at her, a smile and a devilish gleam growing in her eyes.

Days turned to weeks and weeks into months. The end of term and their stay at Hogwarts was fast approaching. Lily and James made up with profuse apologies, but the damage had been done, if you could call it damage.

It was awkward seeing Sirius alone in the common room days after what Lily had dubbed "the encounter." Neither of them spoke about it. They rarely even talked at meal times. Lily maintained a chilly exterior whenever she walked by him, jaw set, determined to avoid the topic at all costs. Several times she thought she saw Sirius start to open his mouth to say something, but he didn't. Strong, debonair, snarky Sirius was left speechless around her. Even his eyes didn't have their playful gleam to them. They were sad.

But Lily ignored him. She went out of her way to ignore him. Walking into the common room and seeing him so going back upstairs. Showing up late to class. Sitting as far away from him as possible. Making out with James as soon as she set her books down at the table in the morning.

What she had with Sirius was a mistake, a one time mistake.

If that was true, why couldn't she stop thinking about him?

"Lily!"

"Huh? What?" She looked over Susan who she was supposed to be working with a potion on.

"Are you going to help me with this, or just sit there staring off into space?"

"Oh, sorry." Lily reached for the book to try and figure out where they were, but she was totally lost. A soft giggle came from the seat next to her.

"He must really be something to get you so distracted."

"Who?" Lily jumped, looking around the room. Immediately her eyes fell on Sirius whose back was turned to her. A lump filled her throat.

"James of course."

"James?"

Susan looked at her. "Yeah, your boyfriend. I figured you were daydreaming about him."

Lily could feel the blush rising as she started smashing some potion ingredient laying on the table.

"You were thinking about James, weren't you?"

Flustered Lily damn near knocked over the boiling cauldron. Susan's words echoed through you.

You were thinking about James, weren't you?

Wasn't she?

When Slughorn told Sirius he needed to come after class and get some extra help Sirius sighed. He hated potions, but if he wanted to work for Dumbledore's insurgents he had to pass the O.W.L. Thinking he'd be spending the afternoon being tutored by Snivellus, he was more than surprised to see a wisp of red hair going into the closet as he walked into the classroom. He froze, hands dangling down at his sides, waiting for her to return.

And when she did, she dropped the tray of crystal vials she was holding.

"Bugger!" she shouted as she bent to pick it up. Sirius made his way over, kneeling and helping her with the glass. When they both reached for the same piece, Sirius's hand resting on top of Lily's, she squeaked and jumped up, pulling her wand out and cleaning up the mess in a hurry.

He looked up at her, hair dangling in his eyes. "We should talk."

"Let's get this over with."

"Are you going to talk to me or ignore me for the rest of your life?"

"How about forgetting you?"

His chest squeezed around her callous words. "If that's what you want…"

"What?"

"To forget me. I'll just leave. See if I can find someone else to tutor me. Regulus is supposed to be good at potions."

"You hate your brother."

"How would you know?"

"Because you told me, Sirius." Arms across her chest, hair falling to her sides. Sirius couldn't help but stare at her like this and thinking about how all he wanted was to hold her next to him. "Stop looking at me like that."

"Like what?"

"Like some sort of sad puppy whose master left him outside in the cold."

"Do you think I want to be looking at you like this? Do you think I want to feel these things? Because it's awful Lily. I feel like I'm going to be sick when I'm near you. I think about James touching you, I think about how much I want to touch you, and I can't. I hate this. I've never felt this way about anyone before. It was just a good time and then it was gone, but not with you."

"You're delusional."

"Am I? Then why do you go out of your way to avoid me? Why do you tell me you have to get your feelings sorted then kiss me and get mad when I think it's about James? Why do you-you-"

"You what?"

Sirius stepped forward and brushed a bit of hair out of her face. "You shagged me. And it wasn't just heat of the moment, angry, make someone jealous sex. You wanted it and you wanted me. And now," his arm swept out around him like he was encompassing all of the events that happened in the school since they'd been together 3 weeks ago. "You don't even talk to me, or look at me, or-"

"I can't!" Lily shouted, her voice cracking and tears in her eyes. She turned away from him and he could see her shoulders shaking.

Sirius came up behind her and put a hand on her shoulder. He wanted to ask her, to push her, but he couldn't. He knew he had to wait and let her open up to him. But everything in his entire being told him to grab onto her and don't let go, pull her back, reel her in. That tiny voice he had grown accustomed to thinking was his heart whispered softer than the rest, drawing his attention with its almost inaudible breath, wait.

"Sirius," she whispered his name and his stomach felt like it had risen up into his chest, a knot formed in his throat and he could hardly breathe in anticipation for what she would say. "I'm sorry."

His head came down and touched the back of hers, forehead leaning softly against her. "I'm sorry, too, love."

"No, you have nothing to be sorry for." She turned and looked up into his eyes, her green ones so piecing and glowing. Tear trails ran down her cheeks. Sirius wanted to rub them away with the pads of his thumbs, to feel her soft skin against his, but he couldn't. Not now. He had to wait.

"I was stupid," Lily continued, looking down at her hands. "And scared. Scared for how I felt about you, and how I feel about James. I love him, I really do, but I care about you." She looked up and touched his cheek. "I thought I just wanted you because I was curious, because I didn't have anyone else, but it's not that. It's more than that. So much more." She leaned in to him, head tilting to his. Sirius couldn't resist, though he made himself move slow. Their lips were a breath away. He could feel her breathing across his face. But he couldn't make the first move.

Wait.

Ever so slightly, her lips grazed his. Then they moved closer. And closer. Sirius's eyes closed but he didn't move. He didn't reach out to grab her or pull her to him. She needed to do this. He knew it.

Wait.

And when Lily's lips pressed softly to his, he returned the kiss just as soft, though his hunger built inside him. And when Lily wrapped her arms lightly around his shoulders, he placed his on her hips. And when Lily pressed her chest to his, he pulled her in tight and close. And when Lily's tongue danced across his lips, he opened his mouth and let them meet in a velvety embrace.

He'd never taken it so slow before.

And he never wanted it to stop.

After what felt like an eternity and a second, Lily pulled away and rested her forehead against his. Eyes closed she shuddered.

"Are you all right?" Sirius asked.

Lily nodded. "I don't know what we're going to do, how we're going to make this work, but I want you Sirius. And I need you." She opened her eyes and looked into his again. Sirius smiled and pulled her close, kissing her softly.

They'd make it work.

Now that Lily had been honest about how she felt, she couldn't stop thinking about Sirius. It was more than the flirtations and glances and nervousness from before.

Yesterday she'd been sitting in the library studying with the other Gryffindors. McGonagall was up at the front reading a paper between breaks from answering student questions. Lily had been writing. She had been reading and studying and doing a lot of things before Sirius walked up behind her. He leaned in close to her, mouth almost touching her ear as he reached across in front of her to grab her bottle of ink. Stopping to rest his hand on top of hers. As he pulled away, Lily turned to him in the chair. He was hovering above her now, both hands on the desk behind her. What Lily wouldn't have given to scoot up onto the side of it and feel Sirius on top of her right there. Every fiber in her being was calling out to him. She reached up and ran a hand down the middle of his chest and winked. Sirius smiled and walked away.

Beaming, Lily turned around to see two girls at her table and three standing along the books staring at her, mouths agape. Blushing furiously, she reached for her parchment.

"Sirius just needed some ink," she said as she bent over and got to work.

"I wish he'd ask me for a bottle of ink like that," one of them said.

After leaving the library and walking through the corridor to class, Sirius came up beside her, his fingers brushing against hers sending a jolt of electricity straight through her. Lily looked over at him and he nodded as he made his way down a secluded hallway. A passage behind a mirror they both knew about was at the end. It was a tight fit, she'd have to stand on the little table and crawl in. After waiting a minute she walked down the hallway, onto the table, swung open the mirror, heard it click beside her and crawled forward a bit in the dark before he found her. Lily couldn't see a thing, but Sirius's mouth found hers in that tiny tunnel. Lily started to make a noise and Sirius shushed her as he laid back and pulled her on top of him.

"Quick," he said as pulled his zipper down. Lily, accustomed to their secret rendezvouses, was wearing next to nothing under her skirt easily pushed aside for Sirius. He moaned as he pushed in her.

Lily's breasts poked against him as she sucked on his neck. "Hurry," she breathed, nibbling on his ear and Sirius groaned. Hands gripping her hips, pushing her onto her knees so her ass hovered above them, Sirius pumped wildly into her. Lily gasped and bit her bottom lip, frozen in place from his pounding. Her entire body tensed, hair dangling over her shoulders waving with the rhythm. "Deeper," she said. "I want it, too, Sirius."

"You're damn needy, Evans. You know you'll get yours later, but I need you now."

"Sirius, you better, Oh." He moved underneath her so he was rubbing against her clit. Sirius's mouth covered hers as she moaned into him, orgasm rocking her body and pulling every muscle in her abdomen tight. Sirius lay spent underneath her, gasping for air. Hopping off him, straightening her skirt, Lily crawled back towards the mirror.

"I don't even get a thank you?"

"Maybe later," she said as she disappeared through the portal.

Saturdays were always hard. He could hear James fucking Lily upstairs. What he wouldn't give to be in there with him. Watching. Helping. Something. At first it agonized him to hear Lily moaning and crying out. He hated that James could let her go crazy like that while they were forced to hide in closets and bathrooms. But as time went by, Sirius relished the fact that James could get her off. He wanted to know what he did, what he tried. He wanted to share what he had tried, like how if you roll her nipple just so it drives her crazy. Maybe James had some tricks, too. He wanted to work together to tame that damn minx, but he wasn't sure he could convince James. They were really close, but there was something really intimate about being with a girl, this girl, that he didn't know if James would be willing to share.

In Sirius's mind it was putting Lily first. She wouldn't have to choose or sneak around anymore. And they could both have her. And both drive her crazy. Together.

But it was just a thought.

Unlike last night.

He had been on "watch" with Remus. Keeping him company before the change. They were hot blooded boys, and when Remus was about to change there was a ridiculous amount of hormones between them. And lots of teenage boys needed to blow off some steam, or practice. Who wanted to be caught finished with their girls after just a few seconds? That would ruin their reputations! So while some guys shared close personal relationships with their socks, the Marauders shared close personal relationships with each other.

Not that they were poofs, as James would say, or that there was anything wrong with poofs, they just had… urges.

Well, except Peter. He was a bit squeamish and squirrelly all wide-eyed and nervous around Remus, Sirius, and James. Not to mention Sirius wasn't much of a fan and had told James that he didn't want Peter involved. It'd be too weird to have a cheering section during something like that. James agreed, so Peter ended up "standing watch" a lot of the time.

But tonight it was just Remus and Sirius. And what had started off as a hormone fueled fight had quickly turned into desperate kisses, torn clothes, and Sirius had Remus by the hips bent over a railing on the landing of the second floor of the shrieking shack. Remus was screaming, but Sirius couldn't stop with him bent over like that. It was like everything went black and fuzzy in his brain and he couldn't let go until he was done. Once spent, he sat down on the floor next to Remus.

"Have you told him?" Remus asked.

"Have you told who what?" Sirius asked.

"Have you told James you have a thing for Lily?"

"You shut up right there!" Sirius said jumping up and throwing Remus against the wall. His hand was on his throat and Remus just laughed. "Who told you? Is Snape following her again?"

"You need to chill out mate. You were screaming her name while you fucked me just now."

Sirius let him go and stared at him like he was trying to figure out if he was lying or not. "Did not," he said a bit more quiet than he intended.

"You've got that guilty puppy dog look all over your face. So are you shagging her or what?"

Sirius glared. "No."  
Remus smiled at him and winked.

"Stop that. You can't tell James."

Remus held his hands up. "I wouldn't touch that with a ten foot pole. That's all yours. But you really should tell him."

The moaning stopped and Sirius knew James would be asleep soon. He always fell asleep after shagging. He loved the thought of her still wet as she came to him. She always did.

Pushing the memory out of his mind, and grabbing the cloak off of the couch, Sirius made his way to their usual place: 6th floor, Grubbly-Plank's office. He was never up there, and it was so dreary and dirty smelling most of the time that no one even came wandering around. But just in case, they always brought the cloak. Sirius sat at the chair by the desk, turned to face the door and waited. He watched the handle turn and jumped up, wrapping the cloak around him, and as soon as the door swung open he ran to it, swooped Lily in his arms under the cloak, and kissed her hard on the mouth. Hands a tangle in her unkempt hair, he made to push the door closed with his foot, but didn't notice that the little click hadn't happened. He wanted her. Needed her. She pulled at his pants as he pulled at hers and guided her towards the desk. Lily ran a hand behind her sending ink bottles and quills flying and crashing across the room. As she sat on the edge of the desk, bare assed with her pants left somewhere on the floor, she pulled her shirt over her head and tossed it aside. Wrapping her legs around Sirius and pulling him down on top of her. Sirius climbed on the desk, arms holding him over her. Cloak draped around them. Lily's fingers ran over his chest and made him quiver.

"Lily..."

But Sirius couldn't resist. He wanted to take it slow and really make love to her, but even at a time like this without interruptions he couldn't control himself. It was so much more than need or lust. He had to have her. And just like that, he was in her, her legs bent at either side and her muscles squeezing tight around him.

"When you do that it makes me come faster," he whined.

"What? This?" She said squeezing so tight around him he couldn't move.

"Lily stop."

"Make me," she teased smiling up at him. He groaned and grabbed her hands holding them above her head, fingers intertwined. Using it as leverage, he pushed her ass in the air slightly and slammed into her. Lily gasped and made a surprised little noise as he did it again and again. Her back arched, pushing him deeper into her, and her fingers tightened around his hands. He knew she was close, about to let loose, when the door behind them swung open.

Sirius froze. Lily stared at him eyes wide.

There was James.

She didn't know what to do. They were both holding their breath as James looked around the room. His eyes squinted without his glasses at the broken glass and feathers.

"Hello?" James called as he stepped closer to the desk.

He looked like he was in a daze, probably still half asleep Lily thought, as he stepped closer to the desk. Sirius was doing something with his head and Lily mouthed "what?" to him when she looked where his eyes were pointing. Just above her head, their clasped hands were outside the cloak.

Lily's heart sunk. That's it. They were caught. She tried to scoot her hand back and Sirius shook his head hard. "Don't move!" he mouthed.

"Hello?" James called again. And then he froze, staring right at them, or through them. Right to the clasped hands on the desk.

It felt like hours to Lily that James stood there staring at them. Her heart was pounding in her chest and ears and everywhere. She couldn't move or breathe or think. All she could do was stare at James.

And then he shook his head and ran a hand over his eyes. "Damn poltergeist," he said and wandered out of the room, closing the door with a click behind him.

It was several minutes before either Lily or Sirius did anything. They were both so stunned and taken aback that neither of them moved for a long time. Finally Lily looked up at Sirius.

"Everything all right?" she asked.

He nodded. "That was close."

"Yeah," she said. Then she laughed. And laughed. And kept laughing. Sirius looked at her like she'd gone mad, which she very well could have. Then Sirius started laughing. Lily pulled her hands free and touched his cheek with one as she went up on her elbow to kiss him softly. She could feel her eyes dancing as she smiled at him. A gleam of mischievousness filled his eyes.

Pulling her close against him with one arm, Sirius kissed her long and hard. Lily relished in his touch as she wrapped her arms around him and dug her fingernails in his back. He gasped in her mouth, pulling away slightly before kissing her again and again and again.

"Where were we?" Lily said.

Sirius dragged her to the edge of the desk as he stood, pulled her up and against his body.

"Right here, love." Lifting her up, he brought her right back down on top of him, barely resting her ass on the edge and moving her up and down over his cock. Lily moaned and closed her eyes as she wrapped her legs around Sirius. Nice and slow he drew it out, bringing her back to the edge with purpose. Up and down. Up and down. And when Lily threw her head back, hair cascading over his hand, she knew that she'd never be able to give this up. Sirius's name ran over her lips over and over again as he drove her to ecstasy. One slow rise after another.

"We need to do something, Lily."

"Like what, Sirius?" They were arguing inside the greenhouse as they slipped their clothes back on. The weather was getting warmer and students were running around the halls with spring fever. It was getting harder and harder to find secluded places to sneak off to.

"I don't know. Put the thought in his head about how he's always complaining you're insatiable. It'd be nice to wear you out for a change. Or talk to him about how we did that girlfriend sharing thing."

Lily rolled her eyes. "He's not gonna go for it."

Coming up behind her, hands reaching inside her bra to grip her breasts, Sirius whispered in her ear. "Wouldn't it be nice not to have to choose? To have both of us, together, with you? I know you've thought about it."

He could feel her breathing getting ragged against his chest. "I can't."

"Yes you can."

"What about you? Why don't you talk to him?"

Sirius let her go then. "I can't."

"Why not?" Lily said turning on him all fiery and teasing.

"What if my real feelings come out when I tell him? What if I can't share? What if he gets suspicious with how we are together? He's my best mate, I couldn't do that to him."

Lily rolled her eyes. "You're already doing it to him, Sirius. But if you want to do it with him, we're going to have to think of something."

Sirius watched as she left him standing there alone in the greenhouse, hair streaming behind her as she ran up towards the castle.

She didn't want to sneak around anymore. She loved James, but she was addicted to this passionate release. Several times she'd hinted at Sirius to talk James into a threesome, but Sirius was worried. He didn't want to reveal his feelings to his best mate and let their affair come to the light. Lily told him it was a cop out, but he wouldn't listen. He had an excuse for everything. Afraid of sharing, afraid of revealing his feelings for her, afraid it'd be too familiar, afraid James would kill him for the suggestion.

But Lily knew he could be convinced.

They both could.

"You don't understand how hard it is, Pads." James sighed as he laid across the bench. Quidditch would be starting soon and Sirius was getting his beater gear on. "I have to teach her everything. I mean she's wild and willing, but it's exhausting. She's insatiable. It's a real bother."

"Oh yes, poor James getting to shag the girl of his dreams until his wang is chafing. You have it so rough mate."

"I don't know how you did it all those years, Sirius. I just wish…"

"Wish what?"

"I almost wish I had someone to trade off with me. Or something to give her to cool her off a bit. I can't keep up." James sat up a minute and stared at him. "Wait a minute."

"Wait a minute what?"

"Didn't you and Remus trade off that girl between you?"

"No. Well, yes but it was different. It wasn't like I was all here Moony, take this skirt off my hands a couple nights a week. It was more like she was with me then him. What are you suggesting?"

"I see how you look at her," James stared intently at Sirius and it made him really uncomfortable. He shifted his weight. "And it's not like we haven't shared damn near everything together, including girls. And each other."

"I look at all girls like a piece of ass, James."

"It's not that. It's something else. Sirius—"

"No."

"You haven't even heard what I was going to say."

"I don't care what you were going to say. No."

"Come on."

"No, James. I won't. I won't do it."

"You know you want to. You have this morbid curiosity of her, hearing her. Help a bloke out."

"You're not a bloke, you're a damn wanker. And apparently quite bad at it that you can't take a little abuse from something more than your hand."

James glared. "That was low."

"Not low enough. Imagine what Evans would say if she heard you talking like this."

James chuckled. "Wouldn't you like to know."

"What?"

"Nothing. You're not interested." James stood and walked away. Spinning around, Sirius grabbed him by his arm.

"You tell me right now or I'll break that smug expression right off your face."

"All right! She just has a morbid curiosity about you."

"What?"

"For weeks she's been carrying on about what you've been doing and where you've been going, have you asked about her. You know, girl stuff. I can't help but think if you gave her just a bit of attention her curiosity to tame the beast would overtake her."

"You've turned her into a damned monster, James Potter. You've defiled her with wickedness and now she wants to screw the world."

James smiled, a gleam in his eye that he hadn't seen before. "So you'll do it?"

I've already done it. I've done it more than you'd ever realize. And if you ever knew, you'd kill us both. But to screw your girlfriend with your permission, after everything the two of us have already been through…

Sirius nodded.

That night Lily heard a noise outside her window. She climbed out of bed, quiet not to wake the other girls and opened the window. A tiny owl swooped in and left a small package on her bed before floating back out the window. Lily picked up the package before climbing back into bed. Wrapping the blankets tight around her she opened up the tiny box. Inside was a pair of black silk panties.

Your favorite Black, and a paw print was written on a little note inside. Lily smiled before tucking the box under her pillow and laid back down in anticipation for the morning.  
She knew Sirius had something planned because of the present, so she put the slinky underwear on underneath her uniform skirt before heading out to class. She peaked around every corner as the game went on and on, waiting for him to pop out and surprise her as they dashed off somewhere private. She smiled at some girls on the stairs and froze.

Grabbing the railing, her knees shaking underneath her, warmth spread over her body. Scared by the sensations, Lily let a breath almost like a hiss pass through her teeth. She took a step and the sensation went from warmth to tingling. Lily gritted her teeth. She would kill Sirius from wherever he was. Taking a deep breath she marched down the stairs. Each step sending a jolt through her and intensifying what had been tingles to straight out vibrations underneath her skirt. She was sure those first years walking by could hear something, some sort of humming as they looked back over their shoulders at her, but Lily couldn't figure out if the humming was from her now soaked panties or herself.

Crossing her legs as she walked, she left the stairs and headed down the hallway, trying to remember if there was a bathroom in this corridor. Suddenly the vibrations intensified Lily lost her footing and made some sort of moan she tried to play off as a giggle as she stopped by the wall, grabbing a column to settle herself. "You all right there, Miss Evans?" a singsong voice announced from behind here. Lily turned to see Professor Flitwick, head cocked to the side staring at her curiously.

Lily nodded fiercely. "Um, yes sir-r-r," she stuttered as the vibrations intensified even further. She turned around and leaned her back against the wall. "Just a cramp in my leg."

"Want me to take a look at it?" He asked smiling sweetly up at her.

Lily wanted to kick the little man square in the face when something feeling like fingers slipped inside her. Lily gasped and bent over, grabbing her stomach and falling to her knees.

"My dear, I believe you should go to Madame Pomfrey."

"No, no," Lily breathed heavily. "I, I just need to get the bathroom is all. Just need a bathroom."

"Oh, well it's right on the other side of the column there. You walked right past it."

Cursing herself in her head, Lily smiled at Professor Flitwick, eyes closed tight. "Right. Thanks Professor. I'll, um, be right- right back."

He gave her another questioning look as Lily fell forward and grabbed tight to his shoulders. "If you can't get this under control, Miss Evans, I'm going to have to insist you see the nurse."

"It's all right. Thanks Professor." Lily pulled herself to her feet and turned to the bathroom trying to run but stumbling from all of the sensations bursting inside of her. The door swung under her hands and she ran for a stall, slipping and sliding the whole way as her legs gave out from underneath her, but she couldn't make it inside. Grabbing the door she slid to the floor screaming out as wave after wave of pleasure washed over her. Every muscle in her body was spasming and twitching from the strain. She thrashed on the floor as her hands flew under her skirt, desperate to get the soaked panties off and to get her release.

"Need a hand?" a voice said from the corner.

Lily turned her head from her spread eagle position on the floor to see Sirius standing there looking smug.  
"Sirius Black! You incorrigible pra-a-a-aaah" but she couldn't finish the word as the magical fingers inside her bent and tickled, fluttered and caressed, throbbed and pounded inside her. Lily slid across the tile flat on her back, arching up on the floor under the coaxing and demands of Sirius's little game.  
"Sirius, Sirius," Lily moaned his name, a hand reaching out to him.

She couldn't see the smile spread across his face as he pulled his pants off. She didn't feel the longing he had, the desire, the unstoppable urges that wanted her, all of her to be his.

"What do you want me to do?" He whispered as he got to his knees on the floor next to her.

"Fuck me, Sirius. Hard. Right here. Please."

"How?" His hand ran down her neck, over her breasts, under her skirt.

"I don't care how, just do it."

Sirius bent down and sucked on her neck. Lily reached for him to pull him onto her, but he resisted. Coming up to her ear, he whispered "I want your ass."

Lily squirmed. She'd been scared when he'd made this request before, but she wanted his hands on her more than anything. "Yes," she breathed.

Sirius flipped her over on her stomach, skirt up. She wasn't sure where he got it, but he covered her crack in some sort of warm cream. "Sirius," Lily practically begged, hating herself for needing this.

"Ass in the air," he said and she complied. On her knees, hands above head, ass in the air. Sirius's hands were rough on her hips, but his cock was tender as it ran between her cheeks. Slipping his hands down over her clit, Sirius started rubbing with a ravenous pace. Lily screamed out and Sirius moaned deep as he pushed himself into her. Slowly until he was all the way in to the hilt. Lily's fists clenched and back arched, hair streaming out behind her.

Everything felt so good, so bad, and so urgent all at once. "Take me Sirius. Take me."

Sirius groaned, his fingers delving deep into her wet pussy making her buck against him, and Lily realized he was losing control as she felt the shudder from behind her. And then he let himself go. Slamming into her over and over. Deep long strokes in and out of her. Deeper and deeper. Lily thought she was going to explode from all of the sensations. Still with the tingling and the warmth, Sirius's cock in her and his hands inside her. Everything had been so heightened, and even though she felt like she would come, something was holding her back. Something kept her hovering right on the precipice.

She couldn't hear Sirius's screams behind her because of her own screams and the blood pulsing through her head. She couldn't think or do anything besides feel Sirius. And as she felt his thrusts get deeper and deeper, but the pace slowing she knew he was close. Tightening her ass hard around him, feeling his cock throbbing inside her body, finally release came. Her whole body flooded at once with shudders and shakes as she froze. She thought she'd gone deaf and blind as the whole world stood still.

She wasn't sure how long she was like that, but Sirius was bent over her, kissing her softly and brushing the hair off her back, calling her name.

Turning her head to face him, Lily looked into his dark eyes. "If you ever do anything like that again, I'll kill you." Then she pulled away from him and pounced taking his mouth full on with hers and sending them crashing to the floor.

Sirius laughed. "But you enjoyed it so much."

"I damn near fell down the stairs and when Professor Flitwick stopped me in the hallway I was sure I was going to come all over his shoe. He was about to escort me to the hospital wing."

Brushing hair off her face, head curled into his chest, Sirius couldn't help but think this was the perfect moment. Lily felt so good against him. He couldn't understand how this was too much for James.

"Did you talk to James?"

Sirius sighed. "Can't we just stay here like this for a while?"

"No," Lily said, raising herself up on her elbows and looking into his face. She smiled when Sirius blushed and looked away. "What did he say?"

"He said you were insatiable! He asked me to help him, take him off your hands every once in a while."

Lily smirked.

"Yeah, I hope you're proud of yourself you little minx," Sirius pushed her shoulder and she hit him. Hard. "That hurt."

"Good!" she said before pulling him into her arms and covering him with kisses.

"Ok, ok. God, Evans, you really are impossible."

"So what are you going to do?"

"Do?" Sirius raised an eyebrow.

"Yeah, like how do we go about this? Is he going to give you a signal about when it's ok for us to go off together? Or are you just supposed to seduce me?"

Sirius turned crimson and stood up, pulling his clothes back on.

"Sirius?"

How could he tell her? How could he tell her that for years the four of them, well usually Peter was the lookout so he didn't count, the three of them had been blowing off steam together. He couldn't count the number of times James and Sirius had gone down on each other, and some of the other more compromising positions they'd got in with Remus as well. Not to mention the times that they had found a pretty little thing in Hogsmeade, or even some of the students. They'd done threesomes, foursomes, anything you could imagine really. Though often times they'd just take turns one at a time while the other watched. Lily had been up for just about anything, which was part of why he arranged this little surprise today, but he didn't want to do some of those things to her. It seemed… disrespectful.

"Are you going to tell me or what?"

Sirius shook his head.

Lily got up and he could feel the anger rolling off of her. She marched right up to him and slapped him.

"What the hell, Evans?" Sirius barked as he grabbed her up by her arms.

"You are a cad. Taking me every which way but up, sneaking around, spilling these tender moments around me, but you don't think I can take what you two can throw at me?"

"It's not like that. It's…"

"What Sirius?!"

He let her go and ran a hand through his hair. Everything just seemed such a wash right now. How could he tell her. "You wouldn't understand."

"Why don't you try me? Are you worried about scaring me away? Because James told me about those girls."

"What girls?"

Lily shrugged her shoulders. "The ones in Hogsmeade, that Ravenclaw girl your fifth year that you shared, and some others."

"He told you?"

"Of course he told me. We tell each other a lot of things." She was looking down at her shoes now and Sirius stared at her.

"Does he already know about this?"

"Us? No. But he knows… something."

"What does he know, Lily?"

Now Lily was blushing and couldn't meet his eye. "I just told him some things, ok?"

Sirius reached for her chin and gently pulled her face up to his. "What kinds of things, love?"

"Just some things I've been thinking about. Fantasies really."

Now Sirius's eyes were gleaming.

Lily took a deep breath and shook her head. "I told him how I thought about you, ever since I saw you wanking, and I wanted to know what the big deal was, you were just an arrogant prat. And James said that you had a right to be arrogant. He told me about what you guys used to do to those girls and to each other and it excited me."

"Excited you?"

"Yeah, I thought it would be fun. I told him that if he wouldn't be jealous I'd be willing to experiment."

"James didn't say anything about you asking for it."

"I told him not to. I thought it might make you uncomfortable."

"Have you met me? Lily, I'm a skirt chaser if ever there was one, and you'd think I'd be uncomfortable?"

Lily gave him a look. An arms crossed over her chest, stop lying to yourself, look. "Sirius, you're not just a dog. You have feelings. You worry about my feelings and you care about me. I see it in your eyes. This isn't just about shagging for you. And I know you'd be upset if I was just some object, some kind of toy between you."

Sirius looked away and now Lily came to him, hands touching his face and drawing his eyes to her. "I love you both. I want you both. We can do this Sirius. I want this." Taking him in her arms, Lily hugged him tight.

And as Sirius held her he realized he felt the same way.

Breakfast was one of Lily's least favorite times of day. Usually Remus and Peter would be down there waiting. Peter yammering on about some hair brained scheme, or recounting an event everyone had been present for and had already put behind them. Remus was quiet and polite, eyes pleading across the table to Lily to talk about something until James would get down there with Sirius. Sirius would usually roll his eyes and ignore Peter while James relished in the story of his great deeds.

What was it Sirius had called Peter? James's little pet? Lily smiled as she sat down and Remus gave her a wide-eyed stare.

"Lily! Have you started working on that Divination essay yet?" And then parchment was laying across the table and Remus was leaning over it having cut Peter off mid-sentence. Lily pulled out a notebook and turned to look at Remus who mouthed 'Thank you!" across the table. Lily shook her head and started looking over his work.

But she was distracted. Every few seconds it seemed she was looking up at the door waiting for James and Sirius. He said he would talk to James today.

When James came in Peter was waving and calling to them as though this isn't the same place they have sat every morning for the last seven years. She shook her head as James sat down, completely ignoring Peter, and kissed her softly on the head. Sirius sat across from them next to Remus.

Lily's eyes were full of questions, and as though he read her mind, Sirius shook his head.

No.

Lily scowled then went back to the parchment as James regaled Peter about another quidditch tale.

When a smarmy and greasy voice came up behind them.

"Must be nice to have all these teachers under your thumb, Potter. Just strutting about like you own the school without anyone saying otherwise."

"Sod off, Snivellus," Sirius said.

Lily glared at him, but she knew it was no use.

"Maybe someone should put a TAIL on you, Black. See what you've been up to."

Now Sirius and James had both jumped up, Sirius about to come across the table and James holding a hand up as though to say it's not worth it. Lily watched as James was talking to Sirius, something she couldn't even understand. Sirius's chest was heaving inches from James's hand.

"I think you've accomplished what you wanted, Snape. Why don't you slither off?" Remus said as he sat calmly underneath James and Sirius.

With a sickening smile, he disappeared.

"I hate that little prick," Sirius said as he sat back down.

"Just forget it," Lily said, reaching out for his hand.

But Sirius pulled away. "One day that boy will get what's coming to him. And if I have anything to say about it, I'll be right behind him watching."

He knew Snape was in the stall after Potions class. He knew Snape was listening as Sirius pulled Peter aside and talked loudly about how they were going to get into the shrieking shack by pushing that knot on the whomping willow with a stick. He knew Snape heard Peter would be running out there with Remus tonight.

But Snape didn't know the significance of Peter and Remus being at the shrieking shack on the full moon. Nor did he know before dark Sirius would spike some of Peter's snacks with a sleeping draught so he'd be unconscious as the moon rose, leaving Remus wild and alone inside the shack with Snape coming up the stairs.

And since James was walking the halls checking for students out of bed, he would either get the pleasure of catching Snape out of bed, or get to clean up the mess the next morning.

It was a perfect plan. So perfect he couldn't help but tell Lily.

"How could you, Sirius! He could be killed!"

"He needs to keep that crooked nose out of other people's business."

"I can't believe you Sirius," Lily said as she pulled her shirt over her head.

"Love, wait."

"No," pulling up her skirt and running out the door.

How could he have been so daft.

"James!" Lily screamed down the hallway. She had to find him. Running down stair after stair, calling down corridors, she was sure she'd be caught and written up for some kind of infraction. Five stories she'd ran down from Gryffindor tower. Five stories before she was on the second floor and saw a light at the end of the hall. She ran, calling for James, and came streaming around the corner nearly knocking Sirius over.

"What are you-"

"He told me Lily. Go get McGonagall. I'm heading to the shack." James was sprinting down the hall.

"Something."

Lily sighed as she took off up the stairs to the fourth floor where McGonagall's study was. She knocked feverishly on the door, hoping it was loud enough to wake her. When the door cracked open Lily's heart dropped into her stomach. She'd never seen the head of Gryffindor house look so angry.

"This better be life or limb worthy, Ms. Evans."

"It's Snape, Ma'am. He overheard something about Remus Lupin and took off exploring. James is trying to stop him now."

McGonagall's face filled with worry and Lily had never seen her run down the hall so fast.

"Professor!"

"Back to bed, Ms. Evans!" she called and disappeared down the hallway.

Lily only hoped she'd gotten there in time as she made her way back up to Gryffindor tower. As she made her way into the common room she was surprised to find Sirius pacing the floor.

"Are they all right?"

Lily glared. "I don't know, Sirius. James took off after Snape, McGonagall was right behind both of them." She looked up at him and saw something she'd never seen in Sirius's eyes before. Remorse and worry.

"I didn't think he'd really go. I thought he'd go tattling to someone and make a scene, not go running after him like some daft little troll. I'm really sorry, Lily. It was stupid. I shouldn't have said anything. I'm so sorry, to Snape and to you. Can you forgive me?"

He crossed over to her and Lily couldn't help but hug him. She couldn't believe how much Sirius had grown in the last few months. He would have been thrilled and not trying to help save Snape just a short time ago. And here he was worried about him, and about what Lily would think of him for doing something like this.

She was speechless.

"Lily?"

Lily curled her head into his neck and nodded. "Promise me you'll never do anything like this again. Your shooting off at the mouth when you're angry is going to get someone killed."

Sirius kissed the top of her head and held her close. "I promise, Lily. I promise."

Things were finally calming down around the castle. After the out of bed disaster a couple of weeks ago made it's way around the rumor mill, and James had quit glaring at Sirius across the room, everything was back to normal. As normal as it could be anyway. James asked Sirius if he was making any progress with Lily. Lily asked Sirius if she had talked to James about joining in.

But Sirius was scared. He couldn't just tell either of them that, though. He couldn't appear nervous in front of James or weak to Lily. So here he was, sneaking around with Lily. Avoiding James. Giving vague answers to Lily about the extent of their conversations. But it was more than being scared. Sirius was worried he would end up screwing up his relationships with both of them by changing them so drastically.

Maybe it wouldn't be such a big change, it would just be honest, a little voice told him in his head. But Sirius knew it was just wishful thinking.

So for now he kept his mouth shut. And hoped his bedmate would, too.

But when he opened the door to the Prefect's bathroom thirty minutes to midnight, the last thing he expected was to see Lily draped over the side of the tub, skin glowing from the light reflecting off of the water, legs wrapped around James's neck. He could hear her screaming and Sirius turned to leave.

But she wasn't screaming for James.

She was screaming for him.

"Come for me baby. Come for me like you come for him."

Lily growled as James's breath ran over her body. She grabbed his head and pressed it against her as she writhed and thrashed. His hands were digging into her thighs, but all Lily could feel was his mouth on her. She screamed and reached above her head, arching her back and pressing herself toward James. It started as a shudder, a hum in her ears blocking out all other sound except the blood whooshing through her. Then every muscle in her body clasped her in a vice grip. She could feel every bone crying out from the pressure.

Then it slowed. She started to hear again, to breathe again. Her heart was racing and she was caressing James's cheek. He was hovering over her now, smiling like the cat that caught the canary. He was always so pleased when he made her come that hard. And he had every reason to be.

Lily looked up towards the door and there was Sirius, standing there wide-eyed. She smiled at him and reached her hand out to him. James turned and winked at him.

"Ah," James grabbed the edge of the tub, which was really more the size of a small pool or a large hot tub, and hoisted himself onto the edge. Running a hand down Lily's stomach and leaning over to kiss her softly, he then pushed her towards Sirius.

Lily slipped into the water and walked towards Sirius. Her heart was racing from nervousness. James sitting on the edge of the tub watching her go to his best mate. She only hoped Sirius, who looked about as uncomfortable as a lamb walking into a lion's den, would be able to let go.

"What's all this?" Sirius asked.

"Just a little surprise we arranged," James said from across the room. Lily pulled herself out of the tub and walked towards Sirius. Her hand ran along his jaw and his chin. His eyes closed and she felt him shudder. "I told you she wore me out, mate. It's my turn to take a little break."

Lily trailed her fingers down Sirius's chest as she walked around behind him and stopped. She stood right there for a moment, hand resting lightly on his hip. She could feel her wet body touching his clothes, not sure what had driven her forward, but her lips were placing some light kisses against his neck and her hands were now wrapped around in front of him. Sirius tried to grab her hands, but his fingers laced with hers like they had so many times before. Like they were meant to be like this. Rough hands encapsulating her softer ones. She nibbled on his ear lobe and she heard him make a noise as she undid the button on his pants, slid the zipper down, and reached inside. She was surprised that he wasn't ready to go, about to burst at the slightest touch.

"Lily, I can't."

"Shh," she whispered in his ear. Lily released her hands and came around in front of Sirius. Naturally he wrapped his arms around her waist, but he didn't meet her eyes until she guided his face up to hers. His eyes were so sad, so troubled, it damn near broke Lily's heart right there. Hands holding his face, his fingers lightly brushing the hair out of hers, lost in a moment.

And that's when Lily knew.

She didn't just want Sirius for sex. It was more than a curiosity, more than a roll in the hay. She had feelings for him. And he had feelings for her. It was right there in his eyes. Right there with James looking on. Right there that she knew that there was no going back, and that she had to have them, both of them, from this moment on. That's when Lily kissed him. Not the urgent stifling kisses they'd been used to, too hard, too rough. She kissed him softly, gently. Her lips parting like velvet and taking his mouth with hers, letting every feeling wash over them. She wrapped her arms around his neck, pulling herself closer to him so that every inch of hers was touching his. His arms were tight around her, holding her there. And Lily could feel Sirius was starting to lose himself. He was finally giving in to everything they had together.

Lily's hands ran down his chest, breaking their kiss to grab the bottom of his shirt and fling it to the floor. Sirius pulled her against him then, hearts pounding, bodies slammed together. She could feel his legs moving and realized he was coming out of his pants. His cock pressed hard against her belly and felt wet and warm, though she wasn't sure it that was from her body still dripping wet or if Sirius was filled with anticipation.

"Take me, Sirius. Take me," Lily gasped as Sirius moved to her neck. Then he had her off the ground and Lily's legs wrapped around Sirius's waist. The cold stone at her back made her moan as Sirius pushed inside of her. Lily arched her back, Sirius's fingers digging into her as he held her up, panting in her ear.

"Slow it down, Pads," a soft voice said. Lily opened her eyes and saw James hovering just behind Sirius. She could feel fingers between her lips, right where Sirius was starting to slow down. James leaned in and kissed Lily and Sirius moaned. She could feel Sirius's stubble at her neck and James's on her chin. Lily moaned and reached for James, pulling his head in closer. A hand grabbed her breast and another one slammed against the wall just above her head.

Now Sirius was screaming, frozen against her. There was James's head just over Sirius's shoulder. He was moving behind Sirius, chin dragging along his shoulder leaving rain grainy lines against his flesh.

"James," Lily whispered and touched his cheek. James kissed her wrist, nipping it and letting her hand run over his face, over Sirius's shoulder.

"You have to keep moving, Pads. Follow my lead."

With a hiss Sirius started to move. Lily saw him biting his lip, eyes pressed closed tight. It started slow, the heat rising in Lily, the weight of them both against her. They moved together, and at the end of each stroke it was like James was picking up Sirius and jamming him deeper into Lily. Lily groaned underneath their barrage. She moved with them, back grating against the stone, slipping and slide with sweat and steam. Faster and faster the boys started to thrust. Deeper into Lily than she'd ever felt in her life. Her hips pressed into Sirius, urging him onward. The storm built. Lily couldn't distinguish who she was touching, who was panting in her ear, whose hair was running between her fingers. And frankly she didn't care. She rode the storm until every muscle in her body was screaming in pleasure filled agony. As her scream echoed through the bathroom, she heard the other two moaning, groaning, and screaming, but it was all a tangle in her head and in her body. They stood there, spent, gasping for air.

Lily kissed Sirius's forehead resting against her shoulder. James kissed his neck, then Lily's jaw.

"I think he's gonna need a minute, James," Lily said, brushing his hair from his face.

"I'm all right," Sirius said smiling. He kissed her neck and Lily's eyes fluttered, relishing in his touch, their touch.

"Come here, love. I think you need a moment to relax." Sirius moved and James pulled Lily into his arms and carried her to the tub. The warm water covered her body as James settled onto the seat and pulled Lily down on top of him. Gasping in shock, Lily let James move inside her slowly. His lips locked with hers and she felt safe, warm, home. Everything was almost perfect.

"Grab her tit with your free hand. She likes that. Especially when you twist it with your thumb."

Lily smiled up at Sirius. He was bent over on the edge of the tub, mouth by James's ear. James shuddered under Lily, making her smile, and then he gripped her breast. Lily tossed her head back for only a moment because a hand was behind her neck and pulled her face to him, kissing her deeply with so much need Lily could hardly stand it.

"You have to stop that, Sirius. Watching you two is too much for me." Lily could feel James pushing further into her, his pace quickening. "Why don't you put her mouth to better use?"

"Better use?" Sirius asked, pulling away from her. Lily whimpered.

"Tell me she hasn't been holding out on you?"

Lily blushed as Sirius's eyes lit up. He slid into the tub, just behind James, standing on the seat so the water just reached the top of his legs. James bit Lily's collarbone hard and Lily opened her mouth to scream when Sirius thrust himself inside her. She moaned against his cock, sending vibrations down into his balls and she felt Sirius quiver and grab onto James's shoulder. As James moved her up and down, his pace slower now, Lily moved back and forth with her head across Sirius. Hands in her hair, lips on her neck, all she could feel was them and her and she wanted more.

James moaned and started moving faster again, getting more erratic as she knew he was watching them. All of them were so close, bodies a tangle."

"You better slow down if you want to last, Prongs," Sirius said. "It's Lily's turn for, what was you called it once? Extra stimulation?" He pulled out of Lily's mouth and the boys were staring at each other.

"What are you two on about?" But she didn't get an answer to her question, not a typical one anyway. Sirius moved in behind her, arms wrapping around her waist, mouth on her neck. James slowed, barely moving at all, then completely stopped, holding her there. The water was so warm, and everything about this moment so perfect and wonderful. Lily leaned her head back on Sirius's shoulder when she felt it. Sirius pressing into her back. Sliding himself lower and lower while he covered her with kisses. He grabbed her face and turned it to him, taking her mouth with his. Their tongues tangled and Lily screamed into him as Sirius pushed into her.

She had never imagined it would feel like this. So tight, so hard, so full. Her mind was numb, abuzz from all the sensations between their chests and arms, stubbly chins and hard cocks. James was kissing down her chest, pulling her close against him. Sirius pushed against her, still locked in that searing kiss.

Then he let her go. Lily closed her eyes and let her body relax, feeling them both, needing them both.

Sirius laughed. "I think we've worn her out."

"No way," Lily said. "Just relishing in the moment."

"So are we, love." James whispered against her.

James and Sirius both started to move then. First one, then the other. Lily moaned and arched her back, pressing her shoulders against Sirius.

"She likes it when you hold her still. Make her struggle," James said. Sirius laughed and pulled Lily's arms over her head and around his neck.

"This is not fair. You two know all my secrets."

"You won't be saying it isn't fair in a little while." Sirius said.

"I'm pretty sure we're the ones who are going to be in trouble after this." James responded.

"You think we've created a monster, Prongs?"

"Definitely. And we thought she was insatiable before, Padfoot."

"She'll be impossible to deal with now."

"Stop talking!" Lily wailed as she writhed against their slow alternating rhythm. It was driving her crazy. Everything in her body wanted more, and here they were talking like they were sitting around the table with tea and crumpets.

"Are you not stimulated by our conversation?" James asked.

"We could always try another topic."

"Like Quidditch, and how the chasers zoomed into the center goal, driving it into the hole."

"Or potions, with all the boiling hot madness."

"Did you read that article in the paper Sirius about the witch burnings?"

"No, I didn't James, please enlighten us?"

"It was about this woman who went from town to town just to be claimed a witch and burned. She put some sort of spell of the fire so it felt tongues just running all over her body."

"You're making that up, James." Lily said.

"I am not! The heat from the fire and the tongues just licking at her, moving all over her body, surrounding every last inch of her."

The pace quickened then. Both of them started moving a little faster, then more and more. Their rhythm was moving now, shifting like in a dance. Instead of alternating one bit of pressure at a time, one sensation, James and Sirius started to come together, moving in and out of her at once. Lily moaned and clenched her hands around Sirius's neck.

"She's getting excited over here, James."

"I know, I can feel her getting all tight around me."

"Me, too. Makes it hard to move though."

"I think that's how she likes it. She thinks she can control something."

Sirius laughed and kissed Lily softly on the cheek. "She's not going to get to control much. Not like this."

"Stop talking!" Lily growled through clenched teeth.

"Getting testy?" James said, squeezing her nipple hard.

Lily let out an agonized moan as she pressed into him.

"Are you ready, Lils?" James whispered, his mouth now next to her ear, next to Sirius's neck. His lips trailed down her jaw, barely touching her as Lily turned to try and steal a kiss from him.

"Tell us your ready, love. Tell us and we'll take you." Sirius whispered against her.

"You have to relax though. Let us do the work. You just enjoy it." Sirius's hands were running down her sides now, making her shiver as James squeezed her nipple between his thumb and forefinger, rolling it over and over until it was the tightest little pinprick pointing straight out.

Unable to speak or think, the both of them taking over every part of her body, Lily nodded against them.

And it was like floodgates had been released. They smashed into her to the point that it was painful. Lily hissed and squealed, pulling against them.

Now they were both covering her in kisses, whispering apologies and gentleness across her body.

Lily groaned. "Just take it easy. Don't stop."

She opened her eyes to see them smiling across her at each other.

"You were right about creating a monster, Sirius."

About to explode anger around them, they started again. The pace slower, quickening slower, not moving in as deep. Gentle long strokes together. Lily could feel their hearts beating against her body, their breath mixing with hers. It was hard to relax when every muscle in her body was tightening, when her breath was catching in her throat, when her heart felt like it was going to beat out of her chest. She was reaching for the sky, like her bones had outgrown her skin, stretching and bending around them. She couldn't let go and she couldn't hold on. She could hear them talking around her, but couldn't make out the words. The sound of the water splashing and their ragged breaths filled every pore in her body. Deep inside something started as a rumble, a rumble pressing forward, up, and out. It was like everything was in slow motion and fast forward at the same time. Sirius and James were relentless, almost desperate feeling as they went inside her. Every time she thought it was over, they couldn't go any faster, they couldn't go any deeper, they'd push on. More and more. Nothing was enough for them. Nothing was too much. Lily was standing on the precipice, about to fall over the edge, but she couldn't… she hadn't.

And there it was.

Just like that it consumed her. Warmth filled her body like fire lapping its way out. She felt like even her hair was curling. Her eyes were squeezed shut so tight they hurt. Everything came rolling over her at once. Everything came crashing into her. She'd never felt so free and so confined at the same time before. Spent, she leaned against them and they held her up. James was laying against her chest, Sirius holding them both up.

"You all right?" Sirius said, brushing her hair back from her face and neck.

Lily smiled. "Yeah. You two wore me out."

"That goes both ways," James said.

"You scared me for a minute there," Sirius said softly and Lily turned her head to give him a questioning look. His eyes drifted away from her, almost as though he was acting shy.

Sirius Black, shy? Lily thought.

"You were kind of screaming," Sirius said.

Lily blushed. "Was I?"

"Yeah, it was annoying really." James said. "We'll have to work on that for next time."

"Next time?" Lily asked, a mischievous note to her voice.

James sat up and turned her face to his, kissing her softly. "Lots of next times."

Then Sirius pulled her back to him and kissed her forehead. "Forever."


End file.
